10-Q – 2025-08-07 – zions-20250630.htm

1 Net of participations.
For more information about these commitments and guarantees including their terms and collateral requirements, see Note 16 of our 2024 Form 10-K.
Legal Matters
We are involved in various legal proceedings or governmental inquiries, which may include litigation in court, arbitral proceedings, investigations, examinations, and other actions initiated or considered by governmental and self-regulatory agencies. Litigation may pertain to lending, deposit and other customer relationships, supplier and contractual issues, employee matters, intellectual property matters, personal injuries and torts, regulatory and legal compliance, and other matters. While most matters involve individual claims, we are also subject to putative class action claims and similar broader claims. Proceedings, investigations, examinations, and other actions initiated or considered by governmental and self-regulatory agencies may relate to our banking, investment advisory, trust, securities, and other products and services; and our customers’ involvement in money laundering, fraud, securities violations and other illicit activities or our policies and practices concerning such customer activities. Additionally, these actions may pertain to our compliance with the broad range of banking, securities and other applicable laws and regulations. At any given time, we may be responding to subpoenas, requests for documents, data, and testimony relating to these matters and engaging in discussions to resolve them.
At June 30, 2025, we were subject to the following material litigation:
• Two civil cases, Lifescan, Inc. and Johnson & Johnson Health Care Services v. Jeffrey C. Smith, et. al. , brought against us in the United States District Court for the District of New Jersey in December 2017, and Roche Diagnostics and Roche Diabetes Care Inc. v. Jeffrey C. Smith, et. al. , brought against us in the United States District Court for the District of New Jersey in March 2019. In these cases, certain manufacturers and distributors of medical products seek to hold us liable for allegedly fraudulent practices of a borrower of the Bank who filed for bankruptcy protection in 2017. Discovery is substantially complete for most parties in both cases. However, final rulings on certain dispositive motions remain outstanding, and other dispositive motions have yet to be filed or ruled upon. No trial dates have been set for either case.
• Cayon and Reesor v. Zions Bancorporation, N.A. is an arbitration matter pending before Judicial Arbitration and Mediation Services. The claimants have asserted claims for unpaid overtime, meal and rest break violations, and failure to reimburse work-related expenses. They have also initiated a related action under the California Private Attorneys General Act. The arbitration is in the discovery phase, with a final hearing scheduled for February 2026.
• Carlson v. Zions Bancorporation, N.A. is a putative class action case pending in the Superior Court of San Diego County, California. Plaintiff has asserted violations of California law for alleged non-payment of certain work-related expenses incurred by company employees. Plaintiff has also initiated a related action under the California Private Attorneys General Act. The putative class action is in the discovery phase, with trial set for February 2026.
81

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

At least quarterly, we review both outstanding and new legal matters utilizing the latest information available. If we determine that a loss from a matter is probable and can be reasonably estimated, we establish an accrual for the best estimate of the loss. If no amount within a range of probable losses is a better estimate than any other amount within the range, we establish an accrual for the minimum amount in that range. For matters where a loss is not probable, we do not establish an accrual. Once established, accruals are adjusted to reflect any developments related to the matters.
We also assess whether we can determine the range of reasonably possible losses for significant matters where the likelihood of a loss is not remote. Due to the difficulty of predicting the outcome of legal matters, discussed subsequently, we can meaningfully estimate such a range for only a limited number of cases. Based on information available at June 30, 2025, the estimated aggregate range of reasonably possible losses for these matters is zero to approximately $ 15 million in excess of amounts accrued. The matters underlying this estimated range will change over time, and actual results may vary significantly from this estimate. Matters for which a meaningful estimate is not possible are not included within this estimated range; therefore, this estimated range does not represent our maximum loss exposure.
Based on our current knowledge, we believe that our estimated liability for litigation and other legal actions and claims, as reflected in our accruals and determined in accordance with applicable accounting guidance, is adequate. We also believe that any liabilities in excess of the amounts currently accrued, if any, arising from litigation and other legal actions and claims for which an estimate is possible, will not have a material impact on our financial condition, results of operations, or cash flows. However, given the significant uncertainties involved in these matters, and the potentially large or indeterminate damages sought in some cases, an adverse outcome in one or more of these matters could materially affect our financial condition, results of operations, or cash flows for any given reporting period.
Any estimate or determination regarding the future resolution of litigation, arbitration, governmental or self-regulatory examinations, investigations or similar matters is inherently uncertain and involves significant judgment. This is particularly true in the early stages of a legal matter, when legal issues and facts have not been fully articulated, reviewed, analyzed, and vetted through discovery, trial or hearing preparation, substantive and productive mediation or settlement discussions, or other actions. It is also especially true for class actions and similar claims involving multiple defendants, matters with complex procedural requirements or substantive issues, novel legal theories, and examinations, investigations, and other actions conducted or brought by governmental and self-regulatory agencies, where the normal adjudicative process is not applicable. As a result, we are often unable to determine whether a favorable or unfavorable outcome is remote, reasonably likely, or probable, or to estimate the amount or range of a probable or reasonably likely loss, until relatively late in the course of a legal matter, sometimes not until a number of years have elapsed. Consequently, our judgments and estimates relating to claims will change over time in light of developments, and actual outcomes will differ from our estimates. These differences may be material.

11. REVENUE FROM CONTRACTS WITH CUSTOMERS
Noninterest income and revenue from contracts with customers are recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. We recognize noninterest income from certain contracts with customers upon satisfaction of the related contractual performance obligations. For more information regarding revenue from contracts with customers, see Note 17 of our 2024 Form 10-K.
Disaggregation of Revenue
The following schedule presents revenue from contracts with customers and provides a reconciliation to total noninterest income by operating business segment for the three months ended June 30, 2025 and 2024. Customer-related noninterest income from other sources represents revenue earned from customers that is not within the scope of the applicable accounting guidance for revenue from contracts with customers.
82

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

Zions Bank CB&T Amegy
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 15   $ 14   $ 8   $ 8   $ 15   $ 14  
Card fees 1
12   13   5   4   7   8  
Retail and business banking fees
5   5   3   3   4   3  

Capital markets fees and income 2, 3
—   —   1   —   —   —  
Wealth management fees 4   5   1   1   5   5  
Other customer-related fees 2   2   2   2   1   2  
Total noninterest income from contracts with customers
38   39   20   18   32   32  
Customer-related noninterest income from other sources
10   6   11   10   8   7  
Total customer-related noninterest income
48   45   31   28   40   39  
Noncustomer-related noninterest income 3
1   2   1   2   3   3  
Total noninterest income
$ 49   $ 47   $ 32   $ 30   $ 43   $ 42  

NBAZ NSB Vectra
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 3   $ 3   $ 3   $ 4   $ 2   $ 2  
Card fees 1
4   4   4   4   2   3  
Retail and business banking fees
2   2   3   2   1   1  

Capital markets fees and income 2, 3
—   —   —   —   —   —  
Wealth management fees 1   1   2   2   1   —  
Other customer-related fees —   —   —   —   1   1  
Total noninterest income from contracts with customers
10   10   12   12   7   7  
Customer-related noninterest income from other sources
1   1   1   —   1   —  
Total customer-related noninterest income
11   11   13   12   8   7  
Noncustomer-related noninterest income 3
( 1 ) ( 1 ) —   4   3   —  
Total noninterest income
$ 10   $ 10   $ 13   $ 16   $ 11   $ 7  

TCBW Other Consolidated Bank
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 1   $ 1   $ ( 1 ) $ ( 1 ) $ 46   $ 45  
Card fees 1
1   1   1   —   36   37  
Retail and business banking fees
—   —   —   —   18   16  

Capital markets fees and income 2, 3
—   —   1   1   2   1  
Wealth management fees —   —   ( 1 ) ( 1 ) 13   13  
Other customer-related fees —   —   9   7   15   14  
Total noninterest income from contracts with customers
2   2   9   6   130   126  
Customer-related noninterest income from other sources
—   —   2   4   34   28  
Total customer-related noninterest income
2   2   11   10   164   154  
Noncustomer-related noninterest income 3
—   —   19   15   26   25  
Total noninterest income
$ 2   $ 2   $ 30   $ 25   $ 190   $ 179  

1 Card fees exclude costs associated with reward programs that are netted against interchange fees, as these costs fall outside the scope of the applicable accounting guidance for revenue from contracts with customers.
2 Capital markets fees and income excludes revenue related to real estate capital markets, swaps, loan syndications, foreign exchange activities, and fair value and nonhedge derivative income, as these items are not within the scope of the applicable accounting guidance for revenue from contracts with customers.
3 Effective the first quarter of 2025, capital markets fees and income includes fair value and nonhedge derivative income. These amounts were previously disclosed under noncustomer-related noninterest income. No other income statement line items were affected by these changes and reclassifications. Prior period amounts have been reclassified for comparative purposes.
The following schedule presents revenue from contracts with customers and provides a reconciliation to total noninterest income by operating business segment for the six months ended June 30, 2025 and 2024. Customer-
83

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

related noninterest income from other sources represents revenue from customers that falls outside the scope of the applicable accounting guidance for revenue from contracts with customers.

Zions Bank CB&T Amegy
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 30   $ 28   $ 16   $ 15   $ 31   $ 29  
Card fees 1
24   25   9   10   15   15  
Retail and business banking fees
10   9   6   6   8   7  

Capital markets fees and income 2, 3
—   —   1   —   8   —  
Wealth management fees 8   11   3   2   9   9  
Other customer-related fees 4   4   4   4   2   3  
Total noninterest income from contracts with customers
76   77   39   37   73   63  
Customer-related noninterest income from other sources
14   10   18   16   14   15  
Total customer-related noninterest income
90   87   57   53   87   78  
Noncustomer-related noninterest income 3
1   3   3   3   5   5  
Total noninterest income
$ 91   $ 90   $ 60   $ 56   $ 92   $ 83  

NBAZ NSB Vectra
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 5   $ 5   $ 6   $ 7   $ 3   $ 3  
Card fees 1
8   8   8   8   5   5  
Retail and business banking fees
4   4   6   5   2   2  

Capital markets fees and income 2, 3
—   —   —   —   —   —  
Wealth management fees 2   2   3   3   1   1  
Other customer-related fees —   1   —   —   2   2  
Total noninterest income from contracts with customers
19   20   23   23   13   13  
Customer-related noninterest income from other sources
1   1   2   1   3   —  
Total customer-related noninterest income
20   21   25   24   16   13  
Noncustomer-related noninterest income 3
( 1 ) ( 1 ) —   4   3   —  
Total noninterest income
$ 19   $ 20   $ 25   $ 28   $ 19   $ 13  

TCBW Other Consolidated Bank
(In millions) 2025 2024 2025 2024 2025 2024

Commercial account fees
$ 1   $ 1   $ ( 1 ) $ 1   $ 91   $ 89  
Card fees 1
1   1   —   —   70   72  
Retail and business banking fees
—   —   ( 1 ) —   35   33  

Capital markets fees and income 2, 3
—   —   3   2   12   2  
Wealth management fees —   —   1   ( 1 ) 27   27  
Other customer-related fees 1   —   15   14   28   28  
Total noninterest income from contracts with customers
3   2   17   16   263   251  
Customer-related noninterest income from other sources
1   1   6   10   59   54  
Total customer-related noninterest income
4   3   23   26   322   305  
Noncustomer-related noninterest income 3
—   —   28   16   39   30  
Total noninterest income
$ 4   $ 3   $ 51   $ 42   $ 361   $ 335  

1 Card fees exclude costs associated with reward programs that are netted against interchange fees, as these costs are not within the scope of applicable accounting guidance for revenue from contracts with customers.
2 Capital markets fees and income excludes revenue associated with real estate capital markets, swaps, loan syndications, foreign exchange activities, and fair value and nonhedge derivative income, as the related fees and income are not within the scope of applicable accounting guidance for revenue from contracts with customers.
3 Effective the first quarter of 2025, capital markets fees and income includes fair value and nonhedge derivative income, which was previously disclosed under noncustomer-related noninterest income.
84

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

Revenue from contracts with customers did not result in the recognition of significant contract assets and liabilities. Contract receivables are included in “Other assets” on the consolidated balance sheet. Payment terms vary by the nature of the services provided; however, the time between the satisfaction of performance obligations and receipt of payment is generally not significant.

12. INCOME TAXES
The effective income tax rate was 21.8 % for the second quarter of 2025, compared with 23.3 % for the second quarter of 2024. For the six months ended June 30, the effective tax rates were 24.9 % in 2025 and 23.9 % in 2024. The tax rates during these periods were increased by the nondeductibility of certain Federal Deposit Insurance Corporation (“FDIC”) premiums, specific executive compensation, and other fringe benefits. While the FDIC insurance premiums are not deductible for tax purposes, FDIC special assessments are tax deductible. Conversely, the tax rates were reduced by nontaxable municipal interest income and nontaxable income from certain bank-owned life insurance policies.
The tax rates for the three and six months ended June 30, 2025 were further impacted by the enactment of new state tax legislation across multiple jurisdictions. These legislative changes required a revaluation of our net deferred tax asset (“DTA”), which primarily arises from unrealized losses in AOCI on certain securities.
At June 30, 2025 and December 31, 2024, our net DTA totaled $ 803 million and $ 904 million, respectively. The net DTA or deferred tax liability (“DTL”) is included in either “Other assets” or “Other liabilities,” respectively, on the consolidated balance sheet.
We regularly evaluate DTAs to determine whether a valuation allowance is required, applying a “more-likely-than-not” threshold for realization. Based on this evaluation, management concluded that no valuation allowance was required at both June 30, 2025 and December 31, 2024.

13. NET EARNINGS PER COMMON SHARE
The following schedule presents basic and diluted net earnings per common share based on the weighted average outstanding shares:

Three Months Ended
June 30, Six Months Ended
June 30,
(In millions, except shares and per share amounts) 2025 2024 2025 2024
Basic:
Net income $ 244   $ 201   $ 414   $ 354  
Less common and preferred dividends 65   72   130   143  

Undistributed earnings 179   129   284   211  
Less undistributed earnings applicable to nonvested shares 2   1   4   2  
Undistributed earnings applicable to common shares 177   128   280   209  
Distributed earnings applicable to common shares 63   61   127   121  
Total earnings applicable to common shares $ 240   $ 189   $ 407   $ 330  
Weighted average common shares outstanding (in thousands) 147,044   147,115   147,182   147,227  
Net earnings per common share $ 1.63   $ 1.28   $ 2.77   $ 2.24  
Diluted:
Total earnings applicable to common shares $ 240   $ 189   $ 407   $ 330  
Weighted average common shares outstanding (in thousands) 147,044   147,115   147,182   147,227  

Dilutive effect of stock options (in thousands) 9   5   28   4  
Weighted average diluted common shares outstanding (in thousands) 147,053   147,120   147,210   147,231  
Net earnings per common share $ 1.63   $ 1.28   $ 2.77   $ 2.24  

85

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

The following schedule presents the weighted average stock awards that were anti-dilutive and not included in the calculation of diluted earnings per share:

Three Months Ended
June 30, Six Months Ended
June 30,
(In thousands) 2025 2024 2025 2024

Restricted stock and restricted stock units 1,796   1,715   1,774   1,629  
Stock options 823   1,334   591   1,356  

14. OPERATING SEGMENT INFORMATION
We manage our operations with a focus on geographic area, primarily in the states of Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah, Washington, and Wyoming. We conduct our operations primarily through seven separately managed affiliate banks, each with its own local branding and management team: Zions Bank, California Bank & Trust, Amegy Bank, National Bank of Arizona, Nevada State Bank, Vectra Bank Colorado, and The Commerce Bank of Washington. These affiliate banks comprise our primary operating segments. We emphasize local authority, responsibility, pricing, and customization of certain products to maximize customer satisfaction, strengthen community relations, and improve profitability and shareholder returns.
At June 30, 2025, Zions Bank operated 93 branches in Utah, 25 branches in Idaho, and one branch in Wyoming. CB&T operated 78 branches in California, including the four FirstBank Coachella Valley, California branches we acquired in late March 2025. Amegy operated 76 branches in Texas. NBAZ operated 56 branches in Arizona. NSB operated 43 branches in Nevada. Vectra operated 33 branches in Colorado and one branch in New Mexico. TCBW operated two branches in Washington and one branch in Oregon. During the first six months of 2025, all of the Bank's assets, revenues, and expenses were located in or derived from operations within the United States.
We focus on serving customers in the communities where we operate. Each of our operating segments offers a wide range of banking products and related services, delivered digitally or through other channels. These include primarily commercial and small business banking, capital markets and investment banking, commercial real estate lending, retail banking, and wealth management.
Our affiliate banks are supported by an enterprise operating segment, referred to as the “Other” segment, which provides governance and risk management, allocates capital, establishes strategic objectives, and includes centralized technology, back-office functions, and certain lines of business not operated through our affiliate banks. The costs of centrally provided services are allocated to the operating segments based on estimated or actual usage of those services. Capital is allocated according to the risk-weighted assets held by each segment. We use an internal funds transfer pricing (“FTP”) allocation process to report the results of operations for each segment. This process is subject to ongoing changes and refinements. The total average loans and deposits for the operating segments include minor intercompany amounts and may also include deposits with the “Other” segment. Transactions between segments are primarily conducted at fair value, with profits eliminated for consolidated reporting purposes.
We evaluate performance and allocate resources primarily based on income or loss from operations before income taxes. The accounting policies of the operating segments align with those in the Notes to Consolidated Financial Statements.
The chief operating decision maker (“CODM”) is our Chairman and Chief Executive Officer. The CODM regularly receives certain segment information, including net interest income, noninterest income, significant noninterest expenses, and income or loss from operations before income taxes. This information is used to evaluate performance and allocate resources for each segment.
86

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

The following schedule presents selected operating segment information that is regularly provided to the CODM to evaluate performance and allocate resources for the three months ended June 30, 2025 and 2024:

Zions Bank CB&T Amegy
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 182   $ 170   $ 161   $ 148   $ 137   $ 116  
Provision for credit losses 6   ( 7 ) ( 18 ) ( 5 ) 10   14  
Net interest income after provision for credit losses 176   177   179   153   127   102  
Noninterest income 49   47   32   30   43   42  
Noninterest expense:
Salaries and employee benefits 34   34   33   31   29   26  
Technology, telecom, and information processing 4   4   1   1   2   2  
Occupancy and equipment, net 7   7   8   8   8   8  
Other direct expenses 2
16   20   11   9   11   14  
Indirect/allocated expenses 81   86   56   54   64   66  
Total noninterest expense 142   151   109   103   114   116  
Income (loss) before taxes $ 83   $ 73   $ 102   $ 80   $ 56   $ 28  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 15,008   $ 14,893   $ 15,176   $ 14,127   $ 14,158   $ 13,345  
Total average deposits 20,827   20,906   15,210   14,539   14,573   14,612  

NBAZ NSB Vectra
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 64   $ 61   $ 53   $ 50   $ 36   $ 35  
Provision for credit losses ( 5 ) ( 1 ) 4   7   —   —  
Net interest income after provision for credit losses 69   62   49   43   36   35  
Noninterest income 10   10   13   16   11   7  
Noninterest expense:
Salaries and employee benefits 13   13   11   11   10   10  
Technology, telecom, and information processing 1   1   1   1   1   1  
Occupancy and equipment, net 2   2   3   3   3   3  
Other direct expenses 2
6   7   4   5   3   3  
Indirect/allocated expenses 26   28   24   25   17   19  
Total noninterest expense 48   51   43   45   34   36  
Income (loss) before taxes $ 31   $ 21   $ 19   $ 14   $ 13   $ 6  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 5,575   $ 5,595   $ 3,737   $ 3,547   $ 3,871   $ 4,088  
Total average deposits 6,863   6,929   7,132   7,207   3,366   3,475  

87

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

TCBW Other Consolidated Bank
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 18   $ 14   $ ( 3 ) $ 3   $ 648   $ 597  
Provision for credit losses 2   ( 1 ) —   ( 2 ) ( 1 ) 5  
Net interest income after provision for credit losses 16   15   ( 3 ) 5   649   592  
Noninterest income 2   2   30   25   190   179  
Noninterest expense:
Salaries and employee benefits 3   3   203   190   336   318  
Technology, telecom, and information processing —   —   55   56   65   66  
Occupancy and equipment, net 1   1   8   8   40   40  
Other direct expenses 2
1   1   34   26   86   85  
Indirect/allocated expenses 4   3   ( 272 ) ( 281 ) —   —  
Total noninterest expense 9   8   28   ( 1 ) 527   509  
Income (loss) before taxes $ 9   $ 9   $ ( 1 ) $ 31   $ 312   $ 262  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 2,019   $ 1,755   $ 916   $ 941   $ 60,460   $ 58,291  
Total average deposits 1,146   1,108   5,149   5,452   74,266   74,228  

1 Interest income is shown net of interest expense consistent with the information regularly provided to the CODM and used to evaluate segment performance.
2 Includes expenses such as professional and legal services, marketing and business development, deposit insurance and regulatory expense, credit-related expense, other real estate expense, and other noninterest expense.
The following schedule presents selected operating segment information that is regularly provided to the CODM to evaluate performance and allocate resources for the six months ended June 30, 2025 and 2024:

Zions Bank CB&T Amegy
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 358   $ 332   $ 312   $ 293   $ 269   $ 227  
Provision for credit losses 12   ( 18 ) ( 8 ) 17   13   18  
Net interest income after provision for credit losses
346   350   320   276   256   209  
Noninterest income 91   90   60   56   92   83  
Noninterest expense:
Salaries and employee benefits 70   70   67   64   59   56  
Technology, telecom, and information processing 8   7   2   2   4   4  
Occupancy and equipment, net 14   13   17   16   16   16  
Other direct expenses 2
33   40   21   23   25   29  
Indirect/allocated expenses 160   161   106   99   128   124  
Total noninterest expense 285   291   213   204   232   229  
Income (loss) before taxes
$ 152   $ 149   $ 167   $ 128   $ 116   $ 63  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 14,922   $ 14,808   $ 14,927   $ 14,146   $ 14,056   $ 13,230  
Total average deposits 21,018   20,820   14,917   14,473   14,692   14,742  

88

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

NBAZ NSB Vectra
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 128   $ 122   $ 106   $ 98   $ 71   $ 71  
Provision for credit losses ( 13 ) 5   4   2   9   ( 6 )
Net interest income after provision for credit losses
141   117   102   96   62   77  
Noninterest income 19   20   25   28   19   13  
Noninterest expense:
Salaries and employee benefits 27   27   23   23   21   20  
Technology, telecom, and information processing 2   2   3   3   1   1  
Occupancy and equipment, net 5   5   5   5   6   6  
Other direct expenses 2
14   14   9   11   6   8  
Indirect/allocated expenses 51   51   47   47   34   35  
Total noninterest expense 99   99   87   89   68   70  
Income (loss) before taxes
$ 61   $ 38   $ 40   $ 35   $ 13   $ 20  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 5,638   $ 5,623   $ 3,698   $ 3,527   $ 3,896   $ 4,063  
Total average deposits 6,905   6,894   7,149   7,203   3,403   3,463  

TCBW Other Consolidated Bank
(In millions) 2025 2024 2025 2024 2025 2024
SELECTED INCOME STATEMENT DATA
Net interest income 1
$ 34   $ 28   $ ( 6 ) $ 12   $ 1,272   $ 1,183  
Provision for credit losses ( 1 ) 3   1   ( 3 ) 17   18  
Net interest income after provision for credit losses
35   25   ( 7 ) 15   1,255   1,165  
Noninterest income 4   3   51   42   361   335  
Noninterest expense:
Salaries and employee benefits 7   6   404   383   678   649  
Technology, telecom, and information processing 1   1   114   108   135   128  
Occupancy and equipment, net 1   1   17   17   81   79  
Other direct expenses 2
2   3   61   51   171   179  
Indirect/allocated expenses 7   6   ( 533 ) ( 523 ) —   —  
Total noninterest expense 18   17   63   36   1,065   1,035  
Income (loss) before taxes
$ 21   $ 11   $ ( 19 ) $ 21   $ 551   $ 465  
SELECTED AVERAGE BALANCE SHEET DATA
Total average loans $ 1,992   $ 1,741   $ 921   $ 962   $ 60,050   $ 58,100  
Total average deposits 1,140   1,115   5,366   5,083   74,590   73,793  

1 Interest income is shown net of interest expense consistent with the information regularly provided to the CODM and used to evaluate segment performance.
2 Includes expenses such as professional and legal services, marketing and business development, deposit insurance and regulatory expense, credit-related expense, other real estate expense, and other noninterest expense.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Our most significant risks include interest rate and market risk, which are closely monitored by management as previously discussed. For more information regarding interest rate and market risk, see the “Interest Rate and Market Risk Management” section in this Form 10-Q.
89

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

ITEM 4. CONTROLS AND PROCEDURES
Our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures at June 30, 2025. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at June 30, 2025. There were no changes in our internal control over financial reporting during the second quarter of 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
The information contained in Note 10 of the Notes to Consolidated Financial Statements is incorporated by reference herein.

ITEM 1A. RISK FACTORS
There have been no material changes to the risk factors as previously disclosed in Part I, Item 1A. Risk Factors in our 2024 Form 10-K.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.

ITEM 5. OTHER INFORMATION
None of our directors or officers have adopted , modified, or terminated a Rule 10b5-1(c) trading arrangement during the three months ended June 30, 2025. Our directors and officers participate in certain of our benefits plans such as our Omnibus Incentive Plan and Payshelter 401(k) and Employee Stock Ownership Plan, and may from time to time make elections to have shares withheld to cover withholding taxes or pay the exercise price of options granted thereunder, which elections may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5-1 trading arrangements as defined in Item 408(c) of Regulation S-K.
90

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

ITEM 6. EXHIBITS
a. Exhibits
Exhibit
Number Description

3.1
Second Amended and Restated Articles of Association of Zions Bancorporation, National Association, incorporated by reference to Exhibit 3.1 of Form 8-K filed on October 2, 2018. *

3.2
Second Amended and Restated Bylaws of Zions Bancorporation, National Association, incorporated by reference to Exhibit 3.2 of Form 8-K filed on April 4, 2019. *

10.1
Amendment to original form of Change in Control Agreement between the Bank and Certain Executive Officers (filed herewith).

10.2
Updated form of Change in Control Agreement between the Bank and Certain Executive Officers (filed herewith).

31.1
Certification by Chief Executive Officer required by Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934 (filed herewith).

31.2
Certification by Chief Financial Officer required by Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934 (filed herewith).

32
Certification by Chief Executive Officer and Chief Financial Officer required by Sections 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 (15 U.S.C. 78m) and 18 U.S.C. Section 1350 (furnished herewith).

101 Pursuant to Rules 405 and 406 of Regulation S-T, the following information is formatted in Inline XBRL (i) the Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024, (ii) the Consolidated Statements of Income for the three and six months ended June 30, 2025 and June 30, 2024, (iii) the Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and June 30, 2024, (iv) the Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended June 30, 2025 and June 30, 2024, (v) the Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and June 30, 2024, and (vi) the Notes to Consolidated Financial Statements (filed herewith).

104 The cover page from this Quarterly Report on Form 10-Q, formatted as Inline XBRL.

* Incorporated by reference
Pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K, copies of certain instruments defining the rights of holders of long-term debt are not filed. We agree to furnish a copy thereof to the Securities and Exchange Commission and the Office of the Comptroller of the Currency upon request.
91

Table of Contents
ZIONS BANCORPORATION, NATIONAL ASSOCIATION AND SUBSIDIARIES

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ZIONS BANCORPORATION, NATIONAL ASSOCIATION

/s/ Harris H. Simmons
Harris H. Simmons, Chairman and
Chief Executive Officer

/s/ R. Ryan Richards
R. Ryan Richards, Executive Vice President and Chief Financial Officer

Date: August 7, 2025
92